The following is an excerpt from Practice Perspectives: Vault's Guide to Legal Practice Areas.
Jane VanLare—Partner, Bankruptcy and Restructuring
Jane VanLare is a partner in Cleary’s New York office. Her practice focuses on restructuring, insolvency, and bankruptcy litigation. She joined the firm in 2010 and became a partner in 2016.
Jane has advised on significant transactions in the bankruptcy and restructuring space, including acting as counsel to Overseas Shipholding Group’s successful restructuring and exit from Chapter 11 bankruptcy protection, which IFLR named as “Restructuring Deal of the Year,” Goldman Sachs in the Lehman Brothers Chapter 11 proceedings, which IFLR named as a “Restructuring Deal of the Year,” and to Truvo Group in its Chapter 11 proceedings, which IFLR named as an “EMEA Restructuring Deal of the Year.” In 2017, Jane was honored on Benchmark Litigation’s “Under 40 Hot List.”
Jane VanLare earned her A.B. from Harvard College in 2004 and her J.D. from Harvard Law School in 2007. She is licensed to practice law in New York and Massachusetts.
Please provide an overview of what, substantively, your practice area entails.
My practice area entails bankruptcy, restructuring (both in and out of court), and litigation relating to bankruptcy of large, often global companies. I also advise investors such as private equity firms or hedge funds in the purchase and sale of financially distressed assets, including debt or equity in a company that is about to file for bankruptcy.
What types of clients do you represent?
I counsel both debtors—companies that are restructuring outside of a court proceeding and that have filed for Chapter 11—and their creditors. I have represented notable companies such as Nortel Networks, Overseas Shipholding Group, and ModSpace in their insolvency and debt reorganization proceedings. My clients also include private equity sponsors and hedge funds that want to invest in debt claims. These financial institutions may be interested in acquiring debt or equity stakes in a company that is about to file for bankruptcy or that has already filed for bankruptcy. I have also represented private equity firms that own distressed portfolio companies that must file for bankruptcy.
What types of cases/deals do you work on?
Many of my cases have involved representing the debtor in a bankruptcy. As an example, I recently represented ModSpace, the largest U.S. provider of temporary and modular office space, in the restructuring of nearly $1 billion in secured debt through a prepackaged bankruptcy filing. I also helped Overseas Shipholding Group, one of the world’s largest publicly traded oil tanker giants, negotiate a reorganization strategy that was successfully approved by a Delaware judge. My other representations also include Cascade Investment Group, the private equity firm that was both the equity owner and the largest secured lender to Optim Energy. On the creditor side, I represented Goldman Sachs and other derivative creditors in the Chapter 11 proceedings of Lehman Brothers in litigation and helped resolve other disputes surrounding Lehman Brother’s Chapter 11 plan.
How did you decide to practice in your area?
I was initially drawn to litigation, but decided that I wanted to try something a little different. As a summer associate following my 2L year, I was introduced to bankruptcy work and fell in love with it. It is a really interesting area of the law that combines both statutory construction and case law. I was also drawn to the fact that there are a lot of business considerations when you are dealing with restructuring, and that multidisciplinary layer not only makes the work even more dynamic, but it exposes me to skills that have helped me further develop as a professional. The practice is fast-paced and exciting, and focused on value creation for multiple stakeholders rather than being purely adversarial.
What is a typical day or week like in your practice area?
My practice area is incredibly varied and nothing is routine, which are the reasons why I love it, so indeed—there is no typical day or week. If I am working on a litigation matter, then I may be in depositions, writing a brief, or arguing in court. On the other hand, if I am advising on a deal or working on an out of court restructuring, my day looks very different. Instead, I might be problem-solving aspects of the deal, negotiating with opposing counsel, or meeting with the client.
What is the best thing about your practice area?
It is incredibly rewarding to guide a client through a restructuring. That process can often be difficult and stressful for clients, especially in a pressurized situation where timing is critical. It is working through those challenges that makes my practice really exciting and enjoyable. I like being able to take a company that is in trouble and not able to reconcile its issues by negotiating its debt and its contracts with its vendors, and to transform it into a much healthier, sort of “leaner and meaner” version of itself. Helping a company get back on track so that it can function while preserving jobs as well as value for investors is something I find invigorating and meaningful.
What is the most challenging aspect of your practice area?
One of the things I love most about practicing bankruptcy law and also what I find most challenging is that it is at the crossroads of so many other practice areas. As a bankruptcy lawyer, I work with practically every other practice group at our firm: tax, securities, litigation, leveraged finance, real estate, and financial institutions. Collaboration with my colleagues is not only essential to the process of restructuring but also necessary to provide the best legal advice for my clients.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
I would suggest taking classes that students find interesting since skills required of a bankruptcy lawyer will develop over time in your associate years. While it is helpful to take classes related to bankruptcy, it is not necessary. The best preparation is to have a breadth of exposure to different areas. We are often asked to be in the middle, particularly when representing the company, so it is important to have a basic understanding of a variety of issues and to know when to call on the experts in those areas. Also, having a finance background and prior work experience in business or finance is always a plus, but again, not necessary.
What misconceptions exist about your practice area? What do you wish you had known before joining your practice area?
Most people who are not in this practice don’t realize how many opportunities there are in bankruptcy proceedings to appear in court, which provides for great training. In a typical chapter 11, whether you represent the debtor or creditors, you are often arguing motions and taking part in contested hearings, which may involve discovery. This can often lead to multiple depositions in a very compressed period of time, presenting younger lawyers with lots of ways to gain invaluable experience. The other misconception people have is that bankruptcy is about liquidation. Instead, bankruptcy (particularly in the US but increasingly so in other countries as well) is often about saving a company, and is a fundamental building block of our economy because companies that would otherwise cease to exist can be restructured in a way that creates value and preserves economic activity.
What is unique about your practice area at your firm, and how has it evolved since you have been at the firm?
Cleary presents a truly exceptional environment for practicing law, with an unyielding commitment not only to excellence in client service and internationalism but also to mentorship and professional growth, and to promoting diversity and inclusion. Cleary’s bankruptcy work is incredibly diverse, and it’s very international. We represent a wide range of clients, both on the transactional side and on the litigation side. Depending on the case, we work on all sides of an issue and assume different role. This helps us anticipate and understand our adversary when we find ourselves on the opposite side. This opportunity is quite unique. And then, there’s our international structure—Cleary has offices all over the world, and we work very closely with those offices. When there is an international restructuring, which is very common these days for a company that has operations in multiple jurisdictions, we are able to work with our foreign office colleagues seamlessly. This has happened many times since I have been at Cleary, and I am increasingly seeing more and more international restructurings. Our ability to navigate these cases is very important.
What activities do you enjoy when you are not in the office, and how do you make time for them?
I have three beautiful children and two enormous, rambunctious dogs, so there is always excitement in the household. My husband and I have a historical home outside of the city, and learning about its past and architecture has given us a real appreciation in preserving this piece of history. I also continue to sing as a classically-trained soprano and am a huge opera fan, am involved with community theater, am working towards a certification in wine and spirits, and enjoy skiing, traveling, cooking and gardening.